Singer-guitarist Jerry Cantrell came up with the song's riff whilst recovering from surgery to repair his damaged shoulder cartridge. He told Ultimate-Guitar.com: "My arm was f--ked up and I couldn't play guitar so I just hummed that riff into a phone and that's how that song came to be. When I could play a little bit and we were going through riffs, I remember doing some riffs with Paul Figueroa, our engineer. I'm like, 'Wait a minute, I got a good one, man. Check this out.' I started f--kin' playing it to him and it was me singing into the f--kin' phone. I'm like, 'Dude, this riff is killer. Give me a guitar and I'll f--kin' work it out.' So that song I actually came up with just off a voice message on a phone. I didn't even have a guitar; I just f--kin' hummed it into the phone."

The brooding song includes the lyric: "What makes you want to carve your initials in me? . . . Find me distant, outwardly rough obscene." Singer William DuVall explained to The Los Angeles Times: "It seems to be about confronting outside misperceptions. You think you know me? You don't."